Zeta Network Raises $6M in First Tranche to Expand Bitcoin Holdings

Zeta Network Convertible Notes Signals Huge Bitcoin Treasury Strategy

Zeta Network Group, a Nasdaq-traded fintech, has declared a new funding deal with institutional investors to raise up to $10 million in convertible promissory notes and warrants.

Zeta Network Announces $10 million convertible notes offering.

An official announcement states that Zeta Network had a securities purchase agreement with institutional investors to issue and sell Senior 10% Original Issue Discount (OID) Convertible Promissory Notes and warrants.

The financing structure will enable the company to raise a total capital of up to $10 million, which will be flexible to fund the expansion of the treasury and the growth of the business.

The securities are being registered on a shelf registration statement on Form F-3, which was announced effective by the U.S. Securities and Exchange Commission on January 5, 2026. The sole placement agent for the transaction is investment bank Maxim Group LLC.

Source:  Official X

First Tranche: $6 Million. Expected to close in March.

The funding will be done in two stages. The initial closing will consist of a total principal of $6 million of convertible notes, which will yield about 5.4 million gross proceeds after the 10% original issue discount. It is anticipated that the closing will be done on or about March 12, 2026, under usual conditions.

In addition to the notes, investors will be issued warrants to buy the Class A ordinary shares of the company. Division of the number of warrants will be done by dividing the half of the note value, i.e., 3 million, by the variable weighted average price (VWAP) of the shares on the trading day before closing.

This will also include the one-for-100 share consolidation that will be announced earlier to occur on Nasdaq trading when markets open on March 12.

Second Tranche May 2026.

The second tranche of offering that will finance the remaining part of the 10 million financing is anticipated to close not before May 12, 2026. Similar to the first tranche, the second closing will also be based on the fulfillment of the normal closing requirements of the purchase agreement. The company will submit the agreement to the SEC as a Form 6-K report, which will give an additional disclosure to investors.

Warrants and Convertible Notes: Major Terms and Conditions.

The convertible promissory notes that will be offered as part of the offering possess the following key features:

• The maturity period of the issues is 12 months.

• Conversion to ordinary shares within a specified period of time.

• Variable conversion price that has a specified floor price.

In the meantime, the warrants that go along with them:

• Become exercisable on issue.

• Expiry period of five years.

• Have a carry price that is the original conversion price of the notes.

• Add common anti-dilution provisions.

This will enable the investors to have equity exposure, and the Zeta Network will have the capital in the near term.

Bitcoin Treasury Growth at the Center of Zeta Network Strategy.

A majority of the proceeds will be invested to buy Bitcoin, which will enhance the company in terms of treasury reserves in digital assets. This plan is consistent with the overall Zeta Network vision of developing institutional-grade digital asset infrastructure in a regulated public company structure. 

In its most recent funding transaction, Zeta Network is investing a second time in Bitcoin, as a strategic reserve asset, becoming one of a growing number of firms to pursue crypto-based treasury policies.

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